PAN AFRICAN RESOURCES PLC - Admission of Nil Paid Rights and listing of and trading in Letters of Allocation

Release Date: 19/12/2012 09:00
Code(s): PAN PANN
Wrap Text
Admission of Nil Paid Rights and listing of and trading in Letters of Allocation

Pan African Resources PLC
(Incorporated and registered in England and Wales under Companies Act 1985
with registered number 3937466 on 25 February 2000)
ISIN: GB0004300496
ISIN for Nil Paid Rights: GB00B85FJG40
ISIN for Fully Paid Rights: GB00B8RCBP62
(“Pan African” or “Company”)

Admission of Nil Paid Rights and listing of and trading in Letters of Allocation

The Board of Pan African Resources plc announces that, in accordance with the document to Shareholders,
which comprises a Prospectus dated 30 November 2012 (“Document”), admission of 370,071,902 New
Shares to the AIM market of the London Stock Exchange and dealings in the Nil Paid Rights and Fully Paid
rights is expected to take place at 8.00 am (London time) today under the tickers PAFN and PAFF respectively.

Definitions used in the Document dated 30 November 2012 shall have the same meanings when used in this
announcement, unless the context requires otherwise.

19 December 2012

Sole Bookrunner and Lead Corporate Adviser and JSE Transaction Sponsor to the Rights Offer

One Capital

Independent Sponsor to the Rights Offer

Nedbank Capital

SA Attorneys to the Rights Offer

Cliffe Dekker Hofmeyr Inc.

UK Legal Counsel to the Rights Offer

Fasken Martineau LLP


South Africa                                             UK

Pan African Resources                                    Canaccord Genuity Limited – Nomad and Joint Broker
Jan Nelson, Chief Executive Officer                      Rob Collins / Peter Stewart / Sebastian Jones / Joe
+27 (0) 11 243 2900                                      Weaving
                                                         +44 (0) 20 7523 8350

One Capital – JSE Transaction Sponsor to the             finnCap Limited – Joint Broker
Rights Issue                                             Elizabeth Johnson / Joanna Weaving
Sholto Simpson / Megan Young                             +44 (0) 20 7220 0500
+27 (0) 11 550 5000
Vestor Investor Relations                             St James’s Corporate Services Limited
Louise Brugman                                        Phil Dexter
+27 (0) 11 787 3015                                   +44 (0) 20 7499 3916
+27 83 504 1186

                                                      Gable Communications
                                                      Justine James
                                                      +44 (0) 20 7193 7463 / +44 (0) 7525 324431

For further information on Pan African, please visit the website at


UK Shareholders: contact the UK Shareholder Helpline on 0871 664 0321 (from inside the United
Kingdom) or +44 20 8639 3399 (from outside the United Kingdom). This Shareholder Helpline is available
from 9.00 am to 5.30 pm (London time) Monday to Friday. Calls to the 0871 664 0321 number cost 10
pence per minute (including VAT) plus your service provider’s network extras. Calls to the helpline from
outside the UK will be charged at applicable international rates. Different charges may apply to calls from
mobile telephones and calls may be recorded and randomly monitored for security and training purposes.

South African Shareholders: contact the South African Shareholder Helpline on (011) 370 5000 (from
inside South Africa) or +27 11 370 5000 (from outside South Africa). This SA Shareholder Helpline is
available from 7.30 am to 5.30 pm (Johannesburg time) Monday to Friday (except public holidays).

Please note that for legal reasons, the South African and UK Shareholder helplines are only able to
provide information contained in the Prospectus and information relating to Pan African’s register of
members and are unable to give advice on the merits of the Rights Offer, or provide legal, financial, tax or
investment advice.

This announcement is not an advertisement nor a prospectus and investors should not subscribe for or
purchase any Nil Paid Rights, Fully Paid Rights, Letters of Allocation or New Shares referred to in this
announcement except on the basis of information in the Prospectus which, , is expected to be published
by the Company today in connection with the Rights Offer. Copies of the Prospectus will, following
publication, be available from the Company's registered office. This announcement does not constitute, or
form part of any offer or invitation to purchase, otherwise acquire, subscribe for, sell, otherwise dispose of
or issue, or any solicitation or any offer to sell, otherwise dispose of, issue, purchase, otherwise acquire
or subscribe for, any security in the capital of the Company in any jurisdiction. Any decision to purchase,
otherwise acquire, subscribe for, sell or otherwise dispose of any Provisional Allotment Letter, Nil Paid
Rights, Fully Paid Rights, Letters of Allocation and/or New Shares should only be made on the basis of
information contained in and incorporated by reference into the Prospectus which contains further details
relating to the Company in general as well as a summary of the risk factors to which an investment in the
New Shares is subject. Nothing in this announcement should be interpreted as a term or condition of the
Rights Offer. Subject to certain exceptions, the Prospectus will not be available to Shareholders located in
Excluded Territories (as defined in the Prospectus). This announcement is not directed to, or intended for
distribution or use by, any person or entity that is a citizen or resident or located in any locality, state,
country or other jurisdiction where such distribution, publication, availability, or use would be contrary to
law or regulation which would require any registration or licensing within such jurisdiction.

This announcement and the information contained herein is not an offer of securities for sale in the United
States. The Nil Paid Rights, the Fully Paid Rights, the Letters of Allocation, the New Shares and the
Provisional Allotment Letters have not been and will not be registered under the US Securities Act of
1933 (the "Securities Act"), or with any securities regulatory authority of any State or jurisdiction of the
United States and may not be offered, sold, resold, pledged, taken up, exercised, renounced or otherwise
delivered, distributed or transferred, directly or indirectly, into or within the United States except pursuant
to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act
and in compliance with any applicable securities laws of any State or other jurisdiction of the United
States. No public offering of the Nil Paid Rights, the Fully Paid Rights, the Letters of Allocation, the New
Shares or the Provisional Allotment Letters will be made in the United States. No money, securities or
other consideration from any person inside the United States is being solicited and, if sent in response to
the information contained in this announcement, will not be accepted.

This announcement does not constitute an offer of Nil Paid Rights, Fully Paid Rights, Letters of Allocation,
New Shares or Provisional Allotment Letters to any person with a registered address in, or who is
resident in, Australia, Canada or Japan. None of the Nil Paid Rights, the Fully Paid Rights, the Letters of
Allocation, the New Shares, the Provisional Allotment Letters or the Forms of Instruction has been or will
be registered under the relevant laws of any state, province or territory of Australia, Canada or Japan.
Subject to certain limited exceptions, neither the Prospectus, the Provisional Allotment Letter, the Forms
of Instruction nor this announcement will be distributed in or into Australia, Canada or Japan. The release,
publication or distribution of this announcement in certain jurisdictions may be restricted by law and
therefore persons in such jurisdictions into which this announcement is released, published or distributed
should inform themselves about and observe such restrictions.

Neither the content of the Company's website (or any other website) nor the content of any website
accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms
part of, this announcement.

Unless stated otherwise all definitions in this announcement have the same meaning as those set out in
the Prospectus.

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